Emotional states are central to mental and physical health. NIH invests tremendous resources in research on emotion, much of it devoted to animal models. Ironically, this research is guided by a scientific paradigm that is grounded in human experience. People experience fear and see it in others, so scientists assume there must be a literal (modular) neural circuit for fear in the mammalian brain. Rats freeze when they hear a tone paired with a foot shock, so they are presumed to be in a state of fear (versus surprise, anger, or even a general state of alarm) and undergoing ?fear learning.? Scientists also presume that a map of the neural circuitry of freezing behavior will yield a neural mechanism for fear that is largely preserved in humans, and a decade of neuroimaging studies have focused on locating a homologous neural circuit in the human brain. In the last five years, I have traced the roots of this ?natural kind? model, conducted a comprehensive review of the literature to examine its veracity, and found it wanting (Barrett, 2006a).1 In response, I have fashioned a new systems-level model, called the Conceptual Act Model, grounded in the neuroanatomy of the human brain. My model parsimoniously incorporates neuroscience findings from rats, primates, and humans, and explains the mechanisms that produce the range and variety of behavioral and introspective instances that we call ?emotion? (Barrett, b, c;Barrett, Mesquita, Ochsner, &Gross, 2007;Barrett, Ochsner, &Gross, 2007;Duncan &Barrett, 2007). The Conceptual Act Model asks different ? and perhaps better ? questions about what emotions are and how they function in mental and physical health. The NIH Director?s Pioneer Award will allow me the intellectual freedom and resources to continue building evidence for the Conceptual Act Model of emotion, thereby shaping a new paradigm to guide the scientific study of emotion.